


Dirty Bird

by Bremmatron33



Category: Transformers - All Media Types, Transformers: Prime
Genre: Masturbation, Oral Fixation, Oral Sex, Plug and Play Sexual Interfacing, Self servicing, Sticky, Teeth kink, Weird robot sex moves
Language: English
Status: Completed
Published: 2015-12-31
Updated: 2016-02-15
Packaged: 2018-05-10 16:56:45
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 2
Words: 13,266
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/5593843
Author URL: https://archiveofourown.org/users/Bremmatron33/pseuds/Bremmatron33
Summary: <blockquote class="userstuff">
              <p>Laserbeak tries to instill her crush on Knock Out on her master as well. This is more fun than it sounds.</p>
            </blockquote>





	1. Chapter 1

**Author's Note:**

> I don't know why I wrote this but its been a while so here you go. One of these days i'll write you guys real smut but until then you get this. Sorry for Soundwave's maybe oocness In my headcannon when Soundwave isn't being a cryptic robot he's pretty much just Critikal but since I can't really think of enough naughty cybertronian equivalent euphemisms you get this extreamly watered down version. If you really like the critikal headcannon and you end up liking the story tell me in a comment and Ill try to go ham on the dialouge if I end up writing the second chapter.

“So are we at peace?” Laserbeak flew up from Soundwave and squawked happily. With peace came the return of her masters voice and face. A vow of silence completed.

Soundwave fell to his knees screaming as he watched his leader fly away. Peace. Peace with the Autobots. This was not peace, Megatron had given up. He had given up and flown off without a second thought. Laserbeak screeched her high pitched sonic scream as she erratically flew around her master.

Soundwave could not be consoled. He wallowed there for hours watching the entire scene. Watching as Optimus sacrificed himself to the well and watched as after some time the group of Autobots headed back onto the Nemesis. Knock Out now among them. In his spark Soundwave no longer knew how to feel.

Perhaps this was alright, perhaps somehow things would change without Lord Megatron’s force. That still didn’t stem the feeling of abandonment he felt. Megatronus never even asked about him.

Laserbeak screeched again trying to lift her master from his doldrums. “He will come back for us.” Soundwave shook his head.“We are his best, we are his trusted only.”

Soundwave was not in the mood for listening his field flared to life and blocked out her voice. Laserbeak buzzed in shock and anger and flew at the taller mech bashing into him repeatedly.

Soundwave let out a sob and let his field fall, opening his arms to press the bird comfortingly against his chest. “We are alone.”

“No we are not, we are unheard.”

“What difference does it make.”

“We can make ourselves heard.” Soundwave vented deeply, she was right of course. How though he had tried comming everyone. Well mostly everyone and none of them had heard him. What else was there for him to do, just lay down and rust to death. No. That had never been him. He simply had to stay determined.

“Let’s go to Darkmount.”

Darkmount was not promising. Megatron was not there just Starscream, his whimpering chassis hidden from the beasts that sought to kill him. Soundwave had mixed feelings towards the seeker. Always so eager to betray Megatron but he still had a firm loyalty to the Decepticon cause. That meant something to Soundwave because while his spark was loyal to Megatronus and had been for eons his processor knew the mech had changed for the worse. His own loyalty to the cause however would never waver.

Starscream would die without help. Soundwave pondered what to do, he wondered if he could still send messages. If he could not speak to them over the wireless maybe a private message would work. Soundwave typed up something short.

Soundwave watched as Starscream’s optics flared to life. “Call the Doctor! HA! I can’t believe Knock Out is being so self righteous now. Well too bad Doctor I don’t need you!” Starscream curled in on himself and vented through his denta. He wondered how Knock Out knew, he wondered if the rumors he had heard about the young medic were true. If they were then Knock Out’s message was nothing but a trap.”NO THANK YOU KNOCK OUT I LIKE LIFE!”

Soundwave pouted for a moment, was the signal deformed. Why did Starscream not see that is was from him and not the medic! It didn’t matter all that much the idiotic seeker still refused his advice. He couldn’t help wonder why if Starscream valued life as much as he professed then why was he choosing to ignore the MEDIC. Soundwave was also surprised the screaming didn’t attract the Predacons….well speak of the devils. Sorry Starscream.

No, those were not the heavy ped falls of the Predacon king but of Lord Megatron. He could recognize the sound anywhere. “Oh so you come back for Starscream!” Soundwave couldn’t help but feel jealous. Truthfully in his spark he held no romantic feelings for his old friend but they were old friends. Soundwave had no problem admitting that he felt love in his spark for the larger mech so likewise he felt anger when he saw his old friend making the same dumb mistake again and again. “He’s not worth it Megatronus!” Soundwave screamed to the void as Megatron forced his way into the room.

Starscream curled himself tighter fearing the worst. “Look at you Starscream dear, groveling again. I thought you were going to fight on in my stead. Yet here you are dying again.”

“I AM NOT DYING!” Starscream jumped from his hiding spot and immediately fell to the floor. Instantly regretting his pride.

“Ah I see then I will leave you to your leaking.”

“WAIT LORD MEGATRON WHY DID YOU RETURN TO DARKMOUNT? Have you regained your senses?”

“I NEVER LOST THEM YOU INSOLENT SCRAPHEAP! I simply made a choice, and my MANY DEATHS have left me tired. Let us relics rust in peace Starscream. You and I.”

“My Lord?”

“I can’t have you running around ruining things so you will either stay with me or I will hand you back to the PREDACONS!”

“WITH YOU MY LORD FOREVER AND FOR ALWAYS but I ask again why did you you return to Darkmount.”

“Because I was far too hasty. When I chose to leave I surrendered Cybertron to Optimus but that no longer the case.”

“What?”

“As soon as we left, Optimus sacrificed himself to the well. Prime is dead.”

“M-m-my Lord?”

“I have no faith in Ultra Magnus and apparently neither does our wise Doctor.”

“KNOCK OUT…..but...but..?”

“The Doctor has never been loyal to me or to the Decepticon way of peace but he has always been loyal to equality and to Cybertron as he was forged to do. He wants peace for every Cybertronian and he fears that Ultra Magnus will not allow that.”

“How can you tell, as far as I know him the only thing Knock Out's loyal to is himself?”

“YOU KNOW NOTHING AS YOU WERE SUPPOSED TO! However I believed the same for a while. I feared the Doctor had lost his fire to that disgusting autobot turncoat. Sending him to his death was however... unwise. I only gleaned Knock Out’s fury. And yet I do not regret it, it may take some time for the Doctor to regain his courage but he most certainly will in time.”

“Uhh...are you talking about Breakdown? Knock Out didn’t…. seem all that angry about his death.”

“Knock Out is nothing but professional on the outside, we are lucky my foolish choices never set him off on us.”

“HE HIT ME WITH THE IMMOBILIZER!”

Megatron laughed darkly at the seeker, “Do you REALLY think that constitutes FURY? That was nothing. Ask any Autobot Wrecker left alive what happens when you try to take something that Knock Out has claimed as his own. You will hear of true fury.” Starscream looked at Megatron in confusion hoping his lord would shed some light on the Doctor’s true nature.

Soundwave was just as curious as Starscream. Sure the medic’s spark had burned much hotter in his younger years but as of late Knock Out had been nothing but a fearful weakling, resentful and disinterested in the war around him despite his paltry acts to keep Lord Megatron’s rage at bay. The idea that he would contact his old lord after going through the trouble of convincing the Autobots he was on their side was...strange. Strange too was the thought that despite his outward appearance the medic was hiding a much darker secret. One that even Lord Megatron feared.

Megatron said nothing so Starscream continued his questioning. “So is Knock Out coming back to Darkmount? He simply didn’t just tell you of Prime’s demise and left it at that!”

Megatron laughed again. “He knew I would find out eventually and that I would change my decision so he asked me to let him do what he does best. Make himself heard. If there is any mech who can make this peace work it is Knock Out. Only if the good Doctor lasts long enough.”

“What do you mean by that?”

“Every Con has their secrets Starscream.” Megatron leered down at the seeker not happy being interrupted before continuing. “I told him I would let Magnus have his chance. I also offered that should things go sour that he would be more than welcome back into the cause. No strings attached, as long as he found it in his spark to still come to our aid in medical matters.”

“Is that why he sent me a message, or was that you my Lord?”

“He told me he had no plans on speaking to you and I never sent any message.”

Starscream wrapped his lanky limbs around himself. “Still angry about...whatever I did it seems. After I saved him from his prison and everything.”

“You were simply in his way and eliminating you got Knock Out what he wanted, the Autobots’ trust. That was your deal after all wasn’t it? He scratched your back and then he scratched it again...only this time it hurt. It will do you well to not underestimate the good Doctor Starscream. He is after all still alive and that can not be said for most of his kind.” Megatron had turned from Starscream and was looking around the room. “It will be a shame to not have his cheerful chatter here though.”

“Well…” Starscream faltered, Megatron had never given any indication that he actually enjoyed having Knock Out around before. He also couldn’t help notice that the warlord’s tone was softer than it had been in millennia. Starscream didn’t have the stamina to worry about Lord Megatron however, he had to worry about himself. If Knock Out hadn’t sent the message then who did? More importantly if Knock Out still wasn’t happy with him then who was he going to turn to for help? “No hard feelings then I suppose, could you perhaps convince him to come fix me up. I may have been understating my injuries. I am starting to get whoozy.”

“Afraid not, asking him out here so early on will only alert Ultra Magnus’ suspicions. If you really need tending to there is little I haven’t mended myself. I am used to battle wounds.”

“How….how kind of you Master!” A smile spread across Megatron’s lips He turned back to Starscream and gripped the seekers face in his massive talons.

“Just remember where you would be if I hadn’t come back because it’s where you will be if you choose to defy me Starscream!” Megatron released his grip only to roughly haul the seeker up and over his massive shoulder. The warlord left with his prize.

“Gross.” The two were grown mechs if they wanted to keep going at each other as if it was good for them who was Soundwave to get in the way.

“Didn’t even ask about us.” Laserbeak whispered sullenly.

“Affirmative.”

“Master?”

“I’m fine.”

“What should we do?”

“I want to go back to Knock Out.”

“Why?” The communications officer had never had much interest in the showy doctor before. “That jealous?” Laserbeak couldn’t help taking a jab at her master.

“Negative. Lord Megatron’s sudden interest in the Doctor simply interests me. We can use our position as a tactical advantage. We can observe him without him worrying.

“Can watch him shower too.”

“Laserbeak.” The small mech nestled herself inside her master’s chest. Soundwave transformed a flew off. Back at the Nemesis Soundwave transformed again. He stretched his arms and let the tension ease a bit. There were some nice things about the strange reality. He no longer had any obligations. He hadn’t taken the scenic route in a long time.

Soundwave walked through the entry bay door and made his way towards the med bay.

* * *

 

 “This couldn’t be more boring.” It had been two weeks since he had been watching Knock Out and aside from watching him fix Vehicons the Doctor had done nothing of interest. He stayed silent during most of the meetings, spoke little to the other members of team Prime and aside from the select salvage mission did little all day but build replacement armor and appendages. Oh and maintenance. Knock Out loved his personal time and boy did the medic take his time. That was where the two found themselves that morning. Laserbeak spying on the medic and Soundwave himself lying on the medic’s berth.

“Speak for yourself.” Laserbeak beeped happily as she fluttered close by. Returned from her trip to the medic’s, at the moment occupied, washrack. She sent over a rather close still of the Doctor tugging at the cables of his neck as rivulets of solvent ran through them.

At first the two had been a bit cautious and considerate, only spying on Knock Out in his med bay or when he was out of his personal quarters but as the weeks lagged the more their courtesy died.

“Very artistic, what acadamy did you go to?” She laughed static as she sent him over another picture. This one was more revealing. Much, much more revealing. “I would have thought he’d have more mods.”

“One more! One more!” The file appeared on his HUD. Soundwave clicked on it cautiously. His caution was warranted.

“Oh you dirty bird.” He groaned. It had been too long since he had seen such a pleasant sight. “I have no problem admitting that he’s handsome, I just don’t see the appeal in his personality. Am I missing something or are you just shallow?”

“Shiny! Shiny!”

“Well there’s my answer.” Despite his feelings towards the medic Soundwave still found his servo inching lower. He rubbed along the seam in his inner thigh. To give the Doctor credit Soundwave had never really bothered to get to know Knock Out so to say he had an unappealing personality would be a lie. It was never wise to take a Con at face value after all. None of the Spy bird’s lewd pictures were getting Soundwave any closer to figuring out the medic’s supposedly dark secret.

“He gives me pets and calls me by name.”

“He was nice to you I’ll give him that. Do you have anything other than smut photos?” Laserbeak sent him over a large file. Soundwave took his time searching through the photos. “Look at those fangs, grew right through his denta caps. Two sets of fangs! Well, that’s...” Soundwave dug into the seam and pulled at a tight transference wire. “Strangely attractive.” Soundwave remembered an old femm from the ring. She had two sets of fangs and nearly bit his intake out with them. They both went home alive that fight and he got to enjoy those fangs in a much different manner. He wondered if Knock Out was just as skilled.

“He thinks about us.” That was true. It had taken him a cycle or so but the medic eventually asked if the Autobots had any news. Bumblebee relayed the story to him. Knock Out showed no anger and no joy only understanding. He asked no more questions and prompted no further actions but once the medic found himself alone Soundwave received a comm from him. When he received no answer Soundwave received a private message. ‘If you’re still alive, I won’t turn you away.’ Short and generic but at the time it had made Soundwave’s spark crackle. Knock Out didn’t willingly offer his skills often. Soundwave didn’t want to think about what it could mean.

“Ugh Primus that’s a shame.” The next few images were of the medic shaving his beautiful fangs away. “I wonder how long they get when he forgets. Who am I kidding he never forgets.” Still Soundwave plucked at a deeper wire and let himself indulge in the fantasy of getting to run his digits over those monstrous imaginary fangs. “Uugh~ yeah.” He imagined how slick and sticky his digits would get as he stroked across the pinpoints and teased the roof of the medic’s mouth. His servo had moved lower on its own and he could feel his digits rubbing at the seams of his modesty plating beneath his codpiece.

“Dirty birdy!” Laserbeak mocked him. Her master had such a strange idea of what erotic zones were.

“I want to destroy that dremel.” Laserbeak continued to snicker. “How many cryptic messages to Autobots do you think it would take till one of them did it.

“Hmm perhaps one to the young ones.”

“Perhaps. What sort of cast would need a set of fangs like that do you think?”

“Beastformer?” A shiver ran through Soundwave as his panel snapped back. The idea of Knock Out being a beastformer was an enticing one. Those long fangs ripping into other fauna, tearing at the metallic flesh, lapping at the shining aquamarine energon all warm and sticky. Soundwave vented shakily and rubbed at the base of his spike.

“Possible. Predaking did like Knock Out and Lord Megatron said Knock Out had a habit of claiming things. What type of beast would our Doctor be?”

“BIRD!” Those dark piercing optics and long skillful talons.

“He’s a grounder.”

“FLIGHTLESS BIRD!”

“Do such things exist on Cybertron?” Soundwave stroked the length of his shaft till it was fully extended. Transfluid already leaking from the tip in anticipation. It had been too long since he had done something like this.

“I think so.”

“Would a beastformer ever be willing to give up their beast form? Knock Out’s too small to be a triple changer.”

Lazerbeak didn’t know but she wasn’t in the mood to discuss serious questions. “Predacon?”

“Unlikely. Now you’re just being silly.” As more datafluid beaded at his slit Soundwave ran his thumb through it. Teasing the head of his spike with small heavy circles. His hips twitched and he couldn’t help but thrust into his servo a few times, the warm pleasant feeling of arousal building in his tanks.Despite how foolish and unlikely the idea was he still wanted to imagine. “What kind of Predacon would he be?”

“Cockatrice!”

“Oh and what’s that?”

“Bird-dragon!”

“I’m sensing a pattern.” Soundwave sat up a bit trying to get a better angle. With his free servo he clawed at his chin finally catching the latch of his visor. The device popped off a bit and Soundwave panted, puffs of hot air turning to fog from the chill of the room. The sharp air cooled his systems. “I’m into it.”

“So smol.”

“Smol birb.” It was easy to imagine, wIth Knock Out’s bright colors and pointed helm. The small beast curled up recharging comfortably on top of Predaking’s lap. The larger mech stroking Knock Out’s malleable spines and ruffling delicate feather plates. Servo slick now Soundwave increased his pace and pressure digging into all the sensitive nodes on the underside of his spike. He thrusted his hips at a steady pace, slamming into the side of his servo hard enough for dull ‘clangs’ to echo through the room.

“What about a recaller?” Laserbeak whispered the word as if it was a curse.

“Aghhh~ slag.” The idea washed over Soundwave like a warm rain, his entire chassis tingling with lust. The heat in his tanks began to rise and go taught. The head of his spike leaked more datafluid. Soundwave thumbed at his slit again as he panted but was quick to return his long strokes as he chased his overload. “He certainly has the decor.” The medics quarters were furnished rather macabrely. There wasn’t much room to be witty though as the fantasy consumed him. Knock Out might have been small but he packed a punch when he wanted. Soundwave could see it, almost feel it. The medic’s concentrated weight on his chest. The sharp pangs as Knock Out dug his talons into his shoulders. The hot wet panting of the Doctor as he held his jaw open, fangs dripping nonstop as he prepared to bite, prepared to rip Soundwave to shreds. Soundwave fell forward and gasped as he desperately fragged his servo. “I just want you to drool all over me you disgusting monster!” The heat in his tanks washed over him and Soundwave felt his limbs go stiff as his HUD flooded with static. He groaned as his frame shook, his needs now satiated. Soundwave pushed through the tightness in his joints and continued to stroke and squeeze his spike through his overload milking his spike for all it could give. With his energy drained Soundwave fell to his side and popped his vents. He moaned and shivered as the freezing air assaulted his systems. “Ah Primus~ That feels so good.”

He could hear Laserbeak giggling in his audial. “Dirtiest bird is you master.” Soundwave rolled onto his back to let the icy metal of the berth cool his hot plating.

“He’s probably not a recaller. Can’t shoot a gun for the life of him.”

“NO FUN!”

“I disagree.” Laserbeak flew in a small circle before she landed on the berth next to Soundwave and nuzzled the side of his helm. “Ugh this was a terrible idea how am I going to clean off the berth?”

Laserbeak ignored her master’s silly worries. “Dirty master likes Knock Out~”

“I wouldn’t say that.”

“I say otherwise.”

“It’s not all about attraction.”

“ Make it more. He offered to help you.”

“It doesn’t mean anything. He’s just a medic.”

“You don’t know for sure.”

“It will never work.”

“Why”

“He’s too young for me.” Lazerbeak squawked sharply in dismissal. “He’s not my type.” Another shrill squawk. “It would just be a pity relationship!” Lazerbeak continued to screech in refusal. Her retorts to her masters excuses were cut short however as the door to the washrack opened and Knock Out walked out.

In a force of habit Soundwave slapped his visor back down locking it into place but ended up also smearing it with his own transfluid. “SLAG! Wrong servo!” Soundwave pounded his fist on the berth in annoyance. “I’m freaking disgusting.” Knock Out’s head suddenly turned to the noise. “Did he hear that?” Soundwave waited but when Knock Out returned to toweling himself off Soundwave slammed his fist down again. Another loud ‘bang’ echoed through the room. Again Knock Out turned to the sound and this time walked towards the berth.

“Smokescreen if that’s you trying to phase shift into my room again I am going to be very upset. I told you the first time I have forcefields integrated into the metal. Your belief of whether they exist or not will not change the fact that you can’t get in here.” Soundwave stayed silent. Knock Out sighed and pulled himself onto the berth. The older mech had to admit it was cute that because the medic had shared the berth with his partner that it had ended up being too tall for him. As Knock Out sat down he leaned back, slipping his servos back to keep himself from falling. One of the medic’s servos clipped into Soundwave’s thigh. Soundwave’s frame shivered at the strange sensation, Knock Out must have felt something too. The medic quickly righted himself and brought his servo close to his chest. Soundwave pulled his limbs close as well.

Knock Out vented slowly as he massaged his servo in concern. The medic went still and quiet for some time. “Can you feel me Doctor?” It had been quite a long time since he had verbally spoken to anyone. Knock Out didn’t react.

“You know I don’t appreciate specters on a good day. So I especially find myself ill at ease when they choose to spy on me Soundwave. At least I hope it’s just you because if it’s not then I’m starting to lose it.”

“Knock Out can you hear me?”

“You know I didn’t mind all that much when you were just in the medbay but these are my personal quarters! I haven’t gone and rummaged through your personal quarters in your absence now have I, not only that but I’ve kept the Autobots out of their as well!” There was no way to tell if the Doctor could actually hear him or not. Still it was clear that he could somehow feel Soundwave’s presence.

“Maybe he just can’t understand what I’m saying.” Soundwave looked to Laserbeak.

“Message him?”

“I’m not done spying on him yet! I don’t have any answers.” Laserbeak gave him a short harrumphing chirp of annoyance.

“What are you even doing in here anyway? Why spy on me? I already told you if you need my help I’ll help you. Unlike most of our higher command you are still a reasonable mech! I can make them like you. Otherwise I don’t know why you’re still here. I know you’re not here because you like my company. So I can only assume that for some reason you’re choosing to haunt me for my treason.” Knock Out paused for a moment and contemplated. Soundwave felt his spark begin to jolt and crackle. Knock Out always did give a good speech even if when it was just a soliloquy. “I’m sure Megatron’s surrender was…devastating to you. It sure lacked a certain flare and more importantly agreements but...I had already done the show so I don’t mind being the one to force the Autobots to be fair because if I don’t then we both know Megatron’s surrender means nothing. WIthout change someone else will lead the Decepticons, whether it’s you or Starscream or any other number of power hungry sociopaths the Decepticons have to its name.” Knock Out paused again he really hoped he wasn’t just talking to himself. “I know you’re probably not happy with how things turned out but this is a chance for peace. If it makes you feel better I told Megatron what happened and he was ready to go back to war but I convinced him to give this a try. Diplomacy doesn’t always fail. If you need something from me, if you’re stuck or...worse I need you to tell me because I just don’t know. What I do know is that if you’re feeling alone and...betrayed….I’m here for you. I’m willing to take on the responsibility of making this work. I just don’t know if I can make this work on my own, my silver glossia can only get me so far. So if you don’t want to go back to Megatron…..well as I said before I can help you. I also don’t mind saying that I would really appreciate your help.”

A warm fire bloomed in Soundwave’s spark. He had never seen this side of the medic before and not only that, here he was not only offering his services again but asking Soundwave for help. Knock Out wanted him to stay.

Megatron had given up on the fight without for a second thinking what it would mean to the cause, to the millions of mechs who would suffer because of their leaders abandonment. Megatron no longer cared about the mechs he was fighting for. Yet Knock Out, frightened, bitter, treasonous Knock Out might have given up the fight but never once stopped caring about the mechs who had fought along side him. Soundwave didn’t know what to say. “He wants your help send him a message!” Laserbeak looked at him expectantly.

“I can’t just abandon the cause!” Laserbeak gave him an angry chirp. She took off and fluttered next to Knock Out. What did she think she was doing. Suddenly Knock Out heard the soft internal ‘ping’ of his alerts. A private message from a corrupted source. Knock Out opened it and opened the image file that was attached. It was a lewd picture of himself clearly taken from earlier that morning with words “Been enjoying the view.” imprinted in a bold white font.

“You’ve been peeping on me? Here I am worried that one day I might run into your dead chassis aperated suddenly from another dimension and in actuality all you’ve been doing is watching me shower! YOU ARE A SPY MASTER! You can peep on me in this dimension!” Knock Out didn’t know how to feel. He certainly wasn’t embarrassed and he didn’t feel violated since he assumed Soundwave had long since seen him intimately without his approval. Strangely he felt a little flattered, he didn’t think Soundwave found him attractive or even likable in the least.

“LASERBEAK!” Soundwave couldn’t believe the bird, she had never sent a message to anyone but Soundwave before! He had to deescalate this situation. She screeched at her master in a sign of prideful accomplishment.

Knock Out waited in his systems for another reply. Another one quickly popped up on his HUD. He opened it. “That was Laserbeak, she took the photo and sent the message. I apologize she is a serovfull.” Knock Out turned and tried to find the spy without knowing where he actually was.

“I see Laserbeak... well can’t blame her she has different morals. Still I can’t say I’m not…..irritated. Are you hurt? All you have to do to get out of there is open another portal at the right frequency or some nonsense. If you need me to I can call Ratchet to walk you through it. You can’t honestly be enjoying your time in the “shadow zone”, even if Laserbeak is enjoying herself.”

He could lie and say he was struggling with Megatron’s surrender but if he told the truth Knock Out might actually give him answers. He sent the doctor another message. “ I am not injured. Do you really want me to stay and help you with the Autobots?”

Knock Out turned back around and swayed his peds as he read the spy’s message and contemplated his answer. It made the doctor look so young and sweet to Soundwave despite all the overwhelming contrary evidence. “Yes I do. Aside from spymaster I can’t say I really know what you did for the Decepticon cause despite being an integral part of it but I do know you care about the mechs who fought with you. If you’re willing to give up on the idea of peace through tyranny...Megatron’s idea of peace... then I think together we can make sure these Autobots don’t give the poor Decepticons coming home the short end of the stick. None of us are clean from this war and let my body burn in the pit if they think I’m going to let them forget that fact.”

Soundwave found himself smiling of course Knock Out would choose to fight with words instead of fists. The spymaster made up his processor. This was how they were dealing with the Autobots now and while they may have lost the war that didn’t mean they had to bow and take whatever decisions the Autobots decided were right. This was still a fight and Knock Out needed his help. Soundwave sent over another message as he typed it up he could hear Laserbeak snickering in the corner. She was always such a sore winner. “ I knew you sent word to Megatron, I returned here to keep an optic on you. Too see if you were true to your word. I also wanted to figure out what you’re hiding Doctor. There are not many secrets I do not know but somehow you managed to keep yours. I want to help you with the Autobots but I won’t leave this dimension till my curiosity is satiated ;).”

Knock Out smiled faintly as he read Soundwave’s message, his legs still swinging gently. It was strange to be speaking playfully with the old gladiator. “Well it’s good to hear that you’re on board. It will be nice to not have to do this alone. As for your curiosity you are going to have to be a bit more specific, I like to imagine I have quite a few secrets I’ve kept from you.”

“One that would cause even Lord Megatron to fear you. You have a lovely set of fangs Doctor, what did you use them for?”

Knock Out chuckled dark and icy. “You’re in luck, those happen to be the same secret. One however I would feel much more comfortable talking about face to face. So you’re just going to have to trust me.” Laserbeak his aft.

“You promise you’ll tell. /:]”

Knock Out’s laughter lightened at the spy’s silly behavior. “Yes, I promise.”

“Call Ratchet then, save me the trouble of doing a dozen failed tests.”

“Right-O spymaster, let’s get you back to the light. Welcome to the winning team Soundwave.”


	2. Yours and Mine

**Notes for the Chapter:**

> I tried to get this finished for valentines day I really tried. I hope you enjoy the porn because I make you work for it.

Another cycle another boring meeting. Ultra Magnus sure loved structure, every morning the leader would call for a team meeting where they would discuss what would be done and what they had already accomplished. Also plans and budgets and energon rations and the like. In the beginning, Soundwave had been denied entrance into the meetings despite Knock Out’s protests but now that several months had gone by and the other Autobots were finally warming up to him he had finally been instructed to be there. Which was alright. Soundwave could have cared less about being included but he did appreciate the first-hand intel.

Morning meetings were not always boring though, the past couple had simply been only because Knock Out and his little Bee were out on a scavenging mission. A long one. They had been gone for almost a week. Soundwave was starting to peel at his paint from….well lack of Knock Out. It wasn’t that he didn’t have anything to do to preoccupy his time it was just….it was hard to explain.

After the shadow zone life with the Autobots had just seemed stagnant. Ultra Magnus would give them orders and they would do them. Since it was just reconstruction there was little to complain about but as the months ebbed away the plans got more and more serious and the execution of those plans got more and more one-sided. Despite each mech having a differing opinion at one point or another and Ultra Magnus claiming that he took the others concerns to spark, everything would simply be done the Ultra Magnus way.

That scrap only lasted a month before Knock Out stepped in. Well it was more like Magnus chose the wrong fight. They had been discussing the plans for the city. Most of the buildings in the area needed to be condemned and rebuilt thanks to the erosion of the planet. Since they were simply going to have to start from scratch Magnus had taken it upon himself to redesign a plan for the city. To put it lightly the plan sucked. To put it rudely Ultra Magnus was a cordmonger who thought it was just a normal and well thought out idea to segregate homecoming soldiers to blocks of the city. Namely separating Autobots from Decepticons. Soundwave wished he had been there for the actual fight instead of hearing the story from Arcee. It would have been glorious to see the first look of aggravation cross Ultra Magnus’ faceplate.

Supposedly the fight had started slowly.

“Listen Ultra Magnus, Sir. I don’t think this is what Optimus would have wanted.” Bumblebee chimed in sheepishly. The young warrior had tried being vocal but it was disheartening to get ignored again and again and it was starting to wear on him.

“I understand why you would think that but this is the best way for the city to start off. If you would like my full reasonings then we can discuss this but none of you ever seem to want that.”

“Well the reason no one cares about what you have to say is because you don’t give our concerns any thought if they impede your precious plans!”

“That is not true Wheeljack. I listen to every one of your concerns I simply don’t think that in the end that they will cause a large enough problem to warrant me changing the plans I had set out.”

“I think maybe...I don’t think it’s good either. I mean I’m no expert on things like this but don’t you think it sort of sets a bad example?”

“Smokescreen is right Ultra Magnus, Sir.” Ultra Magnus vented deeply at Arcee’s agreement. He knew this plan was going to cause issues. None of them were seeing what he was seeing. Ultra Magnus knew his plan was flawed but he wasn’t a city planner and this was the best he could think of as a starting point! Surely he could get one of them to see that. The last thing he needed was energon flooding the streets as soon as mechs got back because everyone couldn’t keep their guns away.

“Knock Out?”

“Yes, Lord~ Magnus.”

Ultra Magnus sighed, Knock Out had drilled the point home that he wasn’t a soldier and Ultra Magnus had long ago conceded to the medic as long as Knock Out was at least respectful but as of late he had started this. Magnus wasn’t an idiot he knew what the ex-Con was hinting at but there was no way he was going to change every plan because someone saw one flaw in it!

Plans unfortunately were not like paperwork when they needed to be decided this quickly they were bound to have flaws no matter how much he thought them over. “Do you agree that it would be best for Decepticons in general to at least- at the start- be separated from Autobots. Simply for mental health at least! I’m sure it wouldn’t be easy knowing that one would be living with someone who had killed someone they cared about. It would cause….tension.”

“It doesn’t really bother me, but I won’t deny that if that is your main concern then you were at least heading in the right direction. Lord Magnus.” Knock Out paused to slyly grin at Wheeljack before putting his focus back on Ultra Magnus. “Still I think I can improve your plan.”

“The right direction? What do you think’s wrong with my plan then?”

“Well~ Lord Magnus the problem with your plan is just like you, it’s small minded.”

That’s how it started as simple as that. At first Ultra Magnus did his best to ignore Knock Out’s subtle jabs but in time the leader’s patience grew thin and his voice grew louder. Hours passed and eventually Magnus ordered the others to start working and he took Knock Out to the room he was using as his private office to discuss further. When they finally came to an agreement two cycles later the two mechs returned to the group with a newly reworked plan for the city and damaged vocalizers.

The rest of team Prime stared at the cherry medic in awe as he shrilly went over the changes he and Ultra Magnus had made. Knock Out’s plan was based on districts and while it relied heavily on placing mechs based on occupation and if need be caste, Knock Out had designed the districts to be equal in size and quality to offset initial panic. He also made the center of the city to be much larger for mechs with conjunx of differing castes or for newly constructed mechs who didn’t know where they wanted to go.

“It’s likely that in the beginning, we won’t even fill the districts but they will be there for when we have more mechs and get back to actually building an economy. So we’ll start work on the center of the city and work our way out.”

“Agreed. Is everyone satisfied now?” Ultra Magnus looked at the group with weary optics.

Knock Out’s plan was nowhere near perfect either. Unlike Ultra Magnus who thought in the now, Knock Out’s plan looked towards the future. While his separate districts were much more inclusive; only separating Cons, Bots, and unaffiliated mechs in segregated apartments if desired; it was designed to have wide blocks of empty space between districts for future developments. A good idea but one that might make the mechs who chose to live in those districts feel isolated. Despite concerns no one really had the spark to complain, at least not with Knock Out straining his vocalizer for every word. All in all they agreed it was a better plan and one they would tweak in the future if problems arose.

While helping on the reconstruction, Arcee told Soundwave of the event as the two cleared out buildings of useful items and marked spots for Wheeljack to place explosives. Soundwave wasn’t all that surprised to hear that Knock Out was finally able to get Ultra Magnus to give. In Knock Out’s younger years he had been very good at bringing new ideas to the table. He was often able to even convince Megatron that his plans were the better option. Seemingly he got away with being so insubordinate because back then Knock Out was less of a officer and more of a Decepticon socialite. The time he didn’t spend as arm candy with his predecessor Patina was spent reading or gaining favor with other officers or soldiers. It made Knock Out a decent medic and one pit of a mech in general.

Soundwave couldn’t help but think back to the old days. He had fond memories of Knock Out keeping Frenzy and Rumble entertained during meetings when they got frustrated from the long and boring speeches. He also remembered the vicious fights that broke out behind closed doors after Patina’s death. He hadn’t really understood what the officers had been fighting over back then, none of them had been medics so it wasn’t like they had anything to fight for! Now, however, he wasn’t so naive and couldn’t help but wonder what that must have been like for Knock Out and ask himself if he would have made his own moves on the grieving mech. He kept the thought in his processor as he finished up his work.

Soundwave often thought about things he’d ask Knock Out in hopes that it would get the young medic talking. Most of the time however Knock Out only gave him simple answers. For a mech who was so vain Knock Out sure didn’t like talking about himself in a serious manner. Unfortunately, when he went to the medbay after returning to the Nemesis Soundwave found Knock Out mute and exhausted from his long verbal battle. With his plan shot down Soundwave floundered silently for a bit before quickly asking the doctor if he wouldn’t mind watching a movie together. In the dark of Knock Out’s quarters the two sat together on the medic’s large comfortable berth and watched Saw until they both fell into recharge. Knock Out didn’t even bother to kick Soundwave out. It had been a great night in Soundwave’s book..

After that cycle if any member of team Prime felt rather vehemently on a certain subject they would take it up with Knock Out. If the medic happened to agree with them he took it up with Ultra Magnus. Soundwave remembered the rather remarkable time he caught Bulkhead trying to plead his case to the young medic. It had been funny watching the poor brute try to explain his problem to the doe-opticed medic. With Knock Out trying to understand the Bot’s very disjointed lesson on the importance of renovating the city’s plumbing before they even started building. It wasn’t that Knock Out didn’t understand the need for good plumbing, he was just having a hard time coming up with a good argument for it since absolutely no one would want to work on that. Still he brought the issue to Magnus and with only an hour of screaming had a plan a go.

Knock Out had no problem helping the other Bots voice their issues but Soundwave found that they were abusing the medics superior debate skills a bit too much. It made Knock Out a target for the leader’s frustration and had even gotten him into a fist fight with the larger mech a few times. Although the one that Soundwave distinctly remembered had started over an issue of Knock Out’s own concern. “They just don’t have the resolve or the right understanding to deal with stubborn mechs like him.” Soundwave recalled the young mech saying as he calmly popped out a dent in his cheek. A wound that would have had him complaining for cycles had it happened if he were still a Con. Now though; even with crushed cables and scratched paint; Knock Out stayed calm and collected. Soundwave’s spark had surged particularly hard at seeing the medic like that. The sudden desire to completely throttle the blue brute had been hard to push away. Despite his concerns Soundwave had to admit Knock Out was good at getting his way and understood why the Bots turned to the doctor so readily. Any meeting between Knock Out and Ultra Magnus was never a dull one. Which was why today’s meeting and the previous meetings that week had been so dull.

Despite being dull, none of the remaining members of team Prime had found any major concerns in their leader’s latest plans so the young medic’s tenacity was not needed. Well, it wasn’t needed by the Bots, Soundwave however still felt awful without Knock Out. The spy simply had to admit to himself it wasn’t just the stagnation of the Autobot republic that upset him.

He had fallen a little hard for the young doctor after the night he returned from the shadow zone. After learning the Doctor’s secret it was hard for Soundwave not to. He couldn’t stop his recurring fantasies and his deepening desire but at the same time he couldn’t bring himself to tell Knock Out either. So Soundwave suffered in silence once again despite Laserbeak’s fervid attempts to spill his secret. Soundwave was simply jealous, if it hadn’t been for Ultra Magnus’ paranoia it would have been himself out with Knock Out on the scavenging mission! Who knew what that little Autobrat was trying to pull while he was alone with Knock Out. Soundwave could think of a million things and they all made him seethe with envy.

Ultra Magnus’ voice finished droning on and the leader looked around at the mechs for confirmation. There was the resounding silence of nodding as they all agreed. “If there are no complaints...Soundwave, a bridge please.” Soundwave accessed the computers and opened a bridge into the city. It was going to be another long day.

Soundwave groaned loudly as he fell onto his berth. Laserbeak took this as her chance and twitched annoyingly till he released her. Soundwave obliged the bird, also taking the time to claw his visor off. He didn’t know what it was about the thing, he had grown so used to wearing it in the past millennia but all of a sudden it had started to annoy him. He vented deeply and the frigid air soothed his overworked systems as Lazerbeak jumped up to rest on his shoulder. Soundwave scratched at the seams of the bird’s wings gently. Laserbeak flexed her plating and twitched happily, screeching quietly for more.

“Yes, yes you’ve been a very good bird.”

“I am best bird!”

“Getting a little full of ourselves now.” Laserbeak was still gloating even all this time later.

“We would still be in shadow zone!”

“I don’t know about that.”

“I know.”

“Alright, then you are the best bird.” There was no winning with her sometimes. Soundwave dug a digitip into one of the birds connecting seams and scratched at the sensitive machinery beneath causing the bird to trill loudly. A sudden knock at his door had Soundwave clawing for his visor but the door opened before his servo could find the dumb thing. Screw Magnus and his surprise inspections!

“Knock Knock, I’m home~” Soundwave froze at the sound of Knock Out’s voice. Once the shock wore off he stole a quick look to his visor but decided he didn’t care. He had not shown his face to the young mech before but perhaps it was the time. Laserbeak on the other servo screeched ecstatically and flew around in a few small circles before perching herself on Knock Out’s shoulder. Knock Out pat the top of her head and scratched at her wing joints.

“Doctor. How was your hunt?” Soundwave couldn’t be bothered with his own fears as he got a good look at Knock Out. It was clear he had just gotten home. There were scratches all over his chassis and he was still covered in a fine layer of dust. It was unusual that the medic would chose to see anyone before getting himself in order.

Knock Out moved from the doorway and sat down on the berth. With him this close, Soundwave noticed that the doctor was wearing his visor and surgical mask. Noticed the mech’s servos had been meticulously wrapped in cloth strips. A necessity to protect oneself from the high winds and rust storms but there was no point to still be wearing them inside the Nemesis. Most importantly Soundwave noted the strange drawing charge that surrounded the medic now.

“Well this is a first!” Knock Out smiled as he looked the spymaster over. “No wonder you saw everything~ Very handsome, spymaster. Did I interrupt something?” Both sets of Soundwave’s optics dimmed as he turned from the doctor. Most mechs...well they didn’t exactly find him ugly but there was usually a bit of disgust when they first saw his face. He had a very old styled face design and it leaned towards the macabre. With his strange optics, scarred face, and hollow cheekbones, his face was meant to frighten not entice.

“No.”

“Ah well, then it was just my luck catching you in such a relaxed state. Everything went fine. Got some metal and we even ran across an abandoned Autobot med outpost that was full of supplies! Place was infested so Bumblebee had a bit of a moment but nothing I couldn’t handle. A rust storm kept us as you can probably tell. How has everything been here?”

“Fine.” Soundwave’s processor was still stuck on the doctor’s protective gear. He needed to know why Knock Out was still wearing it. “Doctor, why the mask?” Knock Out felt a shiver run through his circuits Soundwave so rarely spoke aloud even now and he was not used to hearing the other mechs deep voice.”

“You have a one track processor Soundwave. You’ve been staring since I walked in.”

“Can you blame me for being curious? It’s not often you let mech’s see you like this.”

Knock Out laughed softly and scooted a bit closer. “I suppose you’re right. I just didn’t think a mech like you would care, plus I have a proposal for you.”

Laserbeak hopped from Knock Out’s shoulder to her master’s and nuzzled at his faceplate. Soundwave pushed her away gently with a digit. “Proposal?”

“Mmhmm. It’s been a long trip and well... we only packed enough rations for three cycles. We also had some complications. Supplies were…” Knock Out sighed, “Lost. I had to give Bumblebee my rations and get energon on my own.”

Soundwave’s spark began to pulse. “Mmhmm.”

“Not that big an issue for me but I didn’t exactly get to do maintenance out in a derelict city. Dead energon didn’t help...so you must imagine how beastly I look under all this.” Soundwave vented sharply and leaned in. He ran his digitips over Knock Out’s mask slowly.

“Show me.”

Knock Out laughed again and pulled Soundwave’s digits away. “Getting a little ahead of ourselves. I haven’t even asked the question.”

“What is it?”

“Well, I know you have an interest in my original form and I don’t mind showing you what I can. So I was wondering Soundwave if you would like to join me in my personal washrack?”

“What?” Soundwave stared at the younger mech in shock. Laserbeak, however, took no time and launched herself off her master to nuzzle Knock Out’s neck.

Knock Out looked down at the bird. “Well someone wants to go. Will it just be me and Laserbeak then?”

“ No! I….let’s go.” Knock placed a steadying servo on Laserbeak, stood up, and walked to the door. Turning back he prompted Soundwave to follow.

“Don’t look so nervous Soundwave come on.” Soundwave pulled himself off the berth but turned to glare down at his visor. For some reason he really didn’t want to put the damn thing back on but he couldn’t stand the idea of going out of his room without it. “Soundwave.” Knock Out beckoned the spy forward with a slim digit. Soundwave followed despite his discomfort. Knock Out clipped off his own visor revealing a set of almost completely maroon optics. The sight of them made Soundwave’s spark pound, they weren’t a sight most mechs got to see more than once. When Soundwave got close enough Knock Out reached out and slipped his visor underneath the lip of Soundwave’s helm. The device was a little small for Soundwave’s face but it was enough of a comfort and much less restrictive than his own visor. “Let’s go.”

“Appreciate it, Doctor.”

“It’s my pleasure.” The walk was short and luckily they didn’t run into any Autobots who wanted Knock Out’s attention. Still despite the lack of distraction the trip took forever for Soundwave. Most of his discomfort came from Laserbeak being so close to and constantly chittering in Knock Out’s audial. He knew Knock Out couldn’t understand her speech but after the incident that got him here in the first place Soundwave was wary of her being so close to Knock Out. It’s not that he didn’t trust the bird it was simply that he had never seen her act independently before and was worried she would do it again whenever she pleased. Which wasn’t necessarily a bad thing and a small part of him had been proud of her but he just didn’t want her to independently blurt out his secrets to a mech he was somewhat dependant on. Knock Out’s true personality had started to shine through thanks to his time with the Autobots and Soundwave had started to view the Doctor in a more positive light but they were both still Cons despite it all.

In the safety of Knock Out’s quarters Soundwave pulled off the visor and set it down on a table for Knock Out to deal with later. He had never seen Knock Out wear his visor when the medic wasn’t scavenging so he had no idea what else to do with it. Knock Out didn’t seem to mind. As he crossed the room Knock Out stretched and Soundwave couldn’t help but find it cute the way Knock Out’s back wheels hiked up and flexed inward. Usually only a mannerism seen in wings but allowed to his wheels thanks to the Doctor’s unique transformation sequence. However it wasn’t something they would do on their own, it was a habit picked up from being around too many aerials. Just one more thing about the Doctor that cemented his Con status. Laserbeak chirped and fluttered from the movement but carefully repositioned herself as soon as Knock Out settled. Knock Out reached up and scratched her gently as an apology.

Knock Out slid open the door to his washrack and ushed Soundwave inside. It was a large space, plenty of room to accommodate the both of them with space to spare. Which of course had been necessary when Knock Out had been sharing it with Breakdown. It was in that moment though that Soundwave asked himself what in Primus name he was doing. Why couldn’t Knock Out show him what he wanted to see outside, why did they have to do it in the medic’s washrack? Soundwave could assume it was simply because Knock Out was still dirty from his trip but what if that wasn’t it? What if Laserbeak had already told Knock Out something? What if he was was walking into something he was entirely not ready for? Well, perhaps not entirely not ready for. Still Soundwave wouldn’t know what to do.

The sight of Knock Out unwrapping his digits caught Soundwave’s attention long enough to halt his own thoughts. The usually long digits had grown even longer during the medic’s trip and had become barbed at the tips. He had to ask. “So what did you do with those?”

Knock Out looked up from his task and flexed his newly freed talons. “Spark extraction. Not my favorite way to kill but useful none the less. They can be quite fun in the berth but they break quite easily so not reliable for much more than that. I have to keep them filed down or they catch on internal wires.”

“Can I…” Knock Out moved closer and splayed out his digits for Soundwave. Soundwave held the servo in his own and ran a digit up and down the barbed tips. That alone caused a small amount of energy to build creating a small spark when Soundwave finally pulled away. “Curious. What do they feel like on one’s spark?”

“Do you want to find out first servo?”

“Is that an invitation or a threat?”

“Now Soundwave we’re long past threats. We’re Autobots now.”

“No, we’re not. Just always remember that your secrets are safe with me.”

“I know. Now, what are you waiting for get the shower set up. I know technically it’s my shower but it’s a just like every other one on the Nemesis. Once I get my mask cleaned off I’ll come join you.”

Soundwave stood unsure for a bit and watched Knock Out unwrap his other servo. Why was this so casual for him? Soundwave didn’t want to make the situation more awkward. Did Knock Out just want to take a shower together? That made sense he supposed but Soundwave wasn’t even that dirty. He simply wasn’t a high-shiner; such picky mechs.

As he fiddled with the controls and the first torrents of solvent rained down Soundwave flexed his plates and let it get to his inner workings. At the sound of the shower Laserbeak lept off of Knock Out to join her master. Flying around in a small circle she fluttered her wings happily before landing on the floor to splash around where the solvent had pooled. The sound of sliding doors caught Soundwave’s attention. His head snapped to the side to meet the noise, just Knock Out digging around in his cabinets. “What are you doing Knock Out?”

A visible shiver seized Knock Out’s frame. “Now, now. I can’t have you saying my name like that. This is supposed to be good clean fun.”

“Knock Out?”

“Hmmm. Just getting supplies. This is a bonding activity! I used to do this with Starscream. He had a bit of trouble with his wings so instead of me having to do a bunch of work twice I just invited him to do this. You don’t have the same problems but it’s still fun!” Soundwave couldn’t look away from the medic. Without his surgical mask the tips of Knock Out’s fangs were visible; peeking just out over pale lips. It would certainly alarm any normal mech but Soundwave could only smile; his spark light and giddy. As Knock Out stepped into the solvent his shoulders hiked and he gasped almost dropping all of his supplies. “SOUNDWAVE!”

“What. What’s wrong?”

“This solvent is FREEZING that’s what’s wrong!” Knock Out quickly settled all of his things and swiftly turned the dials on the shower. With the sudden change in temperature, it didn’t take long for the small area to become flooded with steam.

“I apologise. I usually only take cold showers. Heat wastes energon.”

“Yes well….considering that I don’t consume as much energon as you aerials I took the difference in having nice hot solvent. I don’t mind a nice cold shower after a hard cycles labor but I’ve been wandering the frigid wastes!” Soundwave couldn’t look away from the medic’s pretty mouth. With every word he could spot a teasing glimpse of the beautiful fangs hidden just behind sweet lips. It was getting very hard for Soundwave to remain patient.

“Knock Out.”

“What?” Soundwave ran a single digit lightly down the medics jaw. Knock Out rolled his optics. “You could at least say please!”

“Please.” Knock Out sighed and smiled widely so Soundwave could get a better look.

“Are they everything you dreamed they would be?” Soundwave’s spark turned over at the sight but it wasn’t nearly enough. He pushed himself closer to Knock Out and splayed his digits over Knock Out’s lips after making a small impatient sound. Knock Out parted his lips and let his jaw fall open. Soundwave’s engine whined in excitement as he pushed two digits passed Knock Out’s lips to eagerly explore inside. Little bolts of current ran along his circuits as he felt every pinpoint, the delicate curve of the longer ones in back, the sharp prism shape of the doctor’s incisors. “Ah Soundwave that’s just my glossia.” Bumps along the medic’s glossia and palate had caught Soundwave’s attention. “Annnnnd that’s my intake. Getting a little invasive now.” Knock Out had switched to his speakers as Soundwave pushed his digits deeper to explore the nodes imbedded in his intake. “I appreciate the attention but I don’t have them on.”

“On?”

“The custom nodes in my mouth. They’re an upgrade that I can turn on and off at will.”

Soundwave’s plates rattled as a wave of heat washed over him. “Turn them on.” The image of the doctor moaning and panting while he teased the sensitive nodes made Soundwave’s spark crackle and jolt.

“Uhh Soundwave this interest in my denta isn’t exactly a scientific one is it?” Soundwave quickly pulled his digits free effectively scrapping a deep line in one of them. Quickly he backed as far away from me medic that he could get. Knock Out swiped the paint off his fangs with a talon and stepped closer to Soundwave. Reaching out he waited till the spy handed his servo over. Knock Out knew Soundwave’s thin blocky digits were only wired but that didn’t stop him from checking. “You really must be more careful, I am poisonous after all. Not deathly so but almost three cycles spent immobile while being plagued with mostly unpleasant hallucinations is not what I consider a fun time.” Laserbeak bumped into Soundwave’s ped repeatedly as she tried to inch her master closer to the medic.

“I’m sorry, I’ll go.”

“You don’t have to go Soundwave. I just want you to be careful.”

“This is...you don’t want this. You were trying to be nice and I ruined it.”

“You didn’t ruin anything. While I did just invite you for a bath and buff that doesn’t mean I’m opposed to anything else. I thought it was only Laserbeak who had the crush though.” Laserbeak trilled and hopped about Knock Out’s peds since moving her master was not working. Knock Out smiled down at her before leaning down to pick her up. Laserbeak jumped to Soundwave and nuzzled his face. Knock Out closed the gap between them and ran a talon gently under the spy’s chin. “You dirty birds.” A blush flooded Soundwave’s face. “We can have some fun if you like but I would really like a shower first.” Soundwave sputtered static. He couldn’t stop looking and the medic was being cruel with that smile on his face.

“I- Can I wait outside?” Knock Out’s optics went wide as he faked shock.

“You don’t want to stay in here with me?”

“No- Just- T-t-t-too hot.” Soundwave couldn’t help his stutter, not with the Doctor teasing him.

Knock Out laughed. “Hmm, well...alright then-” Knock Out was cut off by the sudden presence of Soundwave’s tendrils tightly hugging his waist and the spymaster’s hot glossia against his own. Soundwave’s digits gently pulled Knock Out’s face closer as he sloppily kissed the medic. The surprise of Soundwave suddenly grabbing at him caused Knock Out to kick at the other mech sending them both crashing to the floor. The fall didn’t impede they spy’s advances.

Knock Out pushed gently so Soundwave pulled away from the doctor for a moment and panted softly. “Please don’t tease me.” Small lines of energon bubbled up and spilled from the cuts on Soundwave’s lips. Knock Out pulled the other mech down and licked at the wounds. Soundwave could feel the new warmth of the strange nodes and slight reverberations in his metal as Knock Out moaned.

“What did I tell you about being careful?”

“Am I poisoned?”

“No, it takes a little more than that. Still, I like a little warning Soundwave.”

“Understood. I don’t want to wait.”

“I’ll be quick. I promise. There’s still sand in my joints.”

“Alright.” The spy’s voice was strained but he conceded. Soundwave swiftly pulled both of them back to their peds, picked up Laserbeak, and left. Back out in Knock Out’s main quarters Soundwave shook the solvent from his plates. Laserbeak screeched at her master for the sudden fall and for removing her from her fun. He pat her apologetically as he set himself down on the berth and nuzzled her with lustful anticipation. His tanks were already roiling with desire, the medics shower was going to be a moot point soon if Soundwave had any say in the matter.

Just as Knock Out promised the medic emerged from his shower only stage one level of clean. The younger mech smelled pleasantly of soap and more importantly now that Soundwave thought about it, clean tires. Deeper treads on his wheels meant more build up; the last thing he needed was the mood to get ruined by getting rust in his optics. The closer Knock Out got the more worried Soundwave suddenly felt. He had never been with a grounder. Every now and again he and Megatronus helped the other indulge in their kinks and technically the Con leader had been a tank once. However his Lord had also once been a gun so...didn’t really count. No matter what mode Megatronus had taken his weak spots didn’t change. Knock Out was a whole new beast.

Soundwave didn’t even have time to stutter out a response before he felt Knock Out’s lips against his own. The medic’s glossia pressed against his own was warm and demanding but impatient as ever. As he teased Soundwave’s palate Knock Out locked a node on the spy’s own fangs. The energy made the metal hum warmly, Soundwave whined and grabbed at Knock Out’s aft. All the gladiator wanted to do was for the smaller toothier mech to suck and gnaw at his digits but with how eager Knock Out’s kisses were Soundwave was determined to keep his servos busy for a little while. “Knock Out”

“What~” Knock Out pulled away and licked at the wounds he had caused. “I’m not hurting you am I?”

“No I-” Knock Out teased Soundwave’s hollow cheeks; slipping his glossia in as far as it could go before dragging it out painstakingly slow; making sure to catch every one of his nodes on the edge. The action made Knock Out whimper shamelessly. Soundwave vented wordlessly as he felt processor go numb. The warning signs were already flashing before he felt the medic’s fangs pierce his helm crest. As overload crashed over him all Soundwave could think to do was tighten his grip under Knock Out’s aft and smash his face into the younger mech’s warm abdomen.

Knock Out released the thin piece of metal and ran his glossia over the damage. “Oops.” Soundwave grunted as his spike thunked’ against his modesty plate. Datafluid oozed from the seams. He quickly snapped back his codpiece and panel and let the rest of the built up fluid leak out. His vents popped as well, the hot rushes of air a dead giveaway.

“You said you don’t like getting teased. Sounds like you like it to me.” Knock Out fell back and sat on his peds; his servos leaving Soundwave’s face to tease lower. Sharp digits stroked the base of Soundwave’s cord causing him to shiver. Knock Out’s optics went wide as his servo wrapped around sticky metal. “Did you already?” Knock Out’s laughter hummed in his intake. “And here I thought I was losing my touch.” The medic pulled Soundwave down a bit and placed a quick kiss on his helm. “You still have energy for me though right?” Soundwave’s spike twitched in Knock Out’s servo. He stroked the spy’s spike firmly till he felt the plates tighten and the ridges become more pronounced as it fully pressurised. “These organic mods are quite fun despite their origins. They react so satisfyingly”.

“Doctor?” Soundwave slipped a servo from the smaller mech’s aft around to his crotch. Knock Out parted the plating of his codpiece to let Soundwave tease at his modesty panel. The spy’s square digits rubbed firm circles along the seams till it snapped back. Soundwave gasped softly; Laserbeaks pictures hadn’t done it any justice. The medic’s set wasn’t basic it was ancient! Well, perhaps vintage would be a better word.

“Disappointed?”

“No. Just intrigued. No mods?”

“My ports a little modded but I didn’t get nodes in my mouth and throat for no reason. I know no one has this model anymore but...I like the intimacy. I also have an oral fixation just like you so it’s a win-win. If mechs with organic mods wanted to play around in my ancient ruins they just turned their fluids off. Not my favorite thing but it still feels good. None of my past partners had a problem indulging me in my fetish afterwards though.”

Soundwave’s cord throbbed again at the Doctor’s implications. Knock Out was a dream, he had to be! There was no way he had been like this and this close all along! Soundwave moved his servos to caress Knock Out’s face. “Is that really what you want?” Soundwave was panting heavily as his systems quickly heated back up;his voice wavering from the excitement. Knock Out massaging the nodes on the underside of the spy’s plug was also spiking his charge.

“Well~ If you feel safe enough. I won’t be upset if you don’t trust me even if the thought’s tempting. I wouldn’t dare ask it of a mech without your personal affliction considering the state of my mouth at this moment. Still even if you are interested I wouldn’t mind getting a bit more revved up first. If you can last of course, I just going to assume you were just getting over your initial excitement the first time around.”

Soundwave vented slowly and let his tendrils extend to wrap around the medics waist and pull him closer. Knock Out found a comfortable place for his servos as Soundwave positioned the smaller mech where he wanted him. Knock Out let out a muffled satisfied whine when he felt Soundwave’s spike brush against his port. “Do you like that?” Soundwave’s voice dropped to something dark and lusting. He wanted to make Knock Out moan and scream. He thrust his hips and teased the medic’s port and slowly brightening outer node.

“Mmhmm.” Soundwave’s pace was firm and steady and made Knock Out gasp at every stroke. Still, it wasn’t enough, Soundwave wanted more from the Doctor. He needed to make sure the medic was satisfied. Soundwave leaned back against the medic’s support block.Knock Out crossed his arms and rested them on Soundwave’s chest. “What are you doing?”

“Are you charged up Doctor?”

“Getting there.”

“Good. Stay relaxed.”

“What?” One of Soundwave’s feelers slipped from Knock Out’s waist and carefully locked on the smaller mech’s crotch. Cold wires prodded gently at his port before slipping in deeper. “SoundwaveIdon’tknowifthat’sgoingto- Ah~!” Knock Out’s optics flashed pink as Soundwave connected two of his cables. “Ahhhhoh~ Soundwave!” Knock Out had tried to push himself off of the other mech, now he was stuck his back arched,his wires taught with current, and his mouth hanging open as he panted. The Aston martin’s own fans kicked into high gear as his chassis heated rapidly to match his partners. Soundwave grabbed Knock Out’s shoulders and easily rested him on his chest.

“Still good?” Soundwave could feel the medics spark through his chest and the medic had begun to moan deep and loud. “Do you want me to plug more in? Do you want me to fill you up?”

“Primus Soundwave!” Knock Out shouted and jumped up again, it had been so long since another mech had touched him this way.

“Does that mean yes?” Above him Knock Out panted hot and wet, thanks to his mods oral lubricate flooded his mouth and spilled over his fangs; dripping onto Soundwave’s chassis. Every surge of Soundwaves tanks or a turn of his spark affected Knock Out two-fold. The medic’s optics flashed steadily now as his talons carved furrows into the berth, leaving bits of the delicate tips embedded in the metal.

“Yes.” Soundwave slipped the rest of his plugs inside, the last two went in with a little resistance but nothing that seemed to bother Knock Out. Fully connected now the smaller mech was a panting drooling ragdoll of a mech engrossed in his partner’s pleasure. A normal connection would have them both on even ground in terms of influence but Soundwave’s tendrils were a more dominant connection that let him hack into Knock Out’s systems and flood the medic with stimulation and waves of EM field. The Doctor could of course still fight back but with no reason the connection had Knock Out screaming, hiccuping, and begging for more. “Please Primus, Please!”

“It’s good. I know~ Let me play with you, Doctor.” Knock Out's wet, leaking maw was invitation enough. Soundwave’s digitips stroked slippery pinpoints and massaged pulsing oral nodes. Between desperate pants for cool air Knock Out would suck on the spy’s intrusive digits even being so bold as to gnaw on them a bit.

“Soundwave!” Knock Out’s optics were almost white now and they cycled erratically.His voice cracking and fluctuating. The medic had likely reached his tipping point some moments ago but thanks to the spy’s dominate connection Soundwave could keep his beautiful lover locked in bliss for as long as he pleased. A dangerous move if unskilled but the spy was positive the grounder could be played with for quite some time.

“Mmhhmm it’s alright. I wouldn’t dare damage something so perfect.” Soundwave rubbed at Knock Out’s twitching audial fins and pulled him in for another kiss. Losing himself in the scorching heat of the medic's mouth. All of a sudden Ultra Magnus' voice echoed in the back of his systems.

“Knock Out? I know it’s late pick up it’s an emergency!” Soundwave groaned but answered the call.

“SOMEONE BETTER BE DEAD!” Soundwave wouldn’t have ever bothered to speak to Ultra Magnus with his real voice no matter how effectively peace took but with Knock Out still locked in overload, the last thing Soundwave wanted was to have the leader physically come to get the medic. Having never heard Soundwave’s voice Ultra Magnus was none the wiser.

“Bumblebee and Smokescreen snuck out for a joyride and got themselves attacked by a pack of flash hawks. One of them tore off Smokescreen’s leg and Bumblebee got shocked badly enough that it blew out one of his optics. So….no. No one is dying. Take a few minutes to recalibrate your systems but please come to the medbay with haste.”

“SLAG!” Soundwave growled as he quickly disconnected. Whatever control Knock Out had left was gone as he went dark. The only thing his chassis could do was run his fans. Without the distraction of teasing Knock Out Soundwave was left alone with the roiling tautness of his own tanks. His own thighs were sticky with lubricant and fluid and his spike was so pressurised it was starting to hurt. He shouldn’t have gotten greedy now he was going to have to finish himself off.

Knock Out onlined with a start and a gasp only to slump back down onto Soundwave’s frame.  
Still with what energy he had Knock Out grabbed at Soundwave’s collar plating. “If you ever do that to me without my permission again then you will get yours Soundwave.” Knock Out’s voice was fuzzy and course, the medics vocalizer must have blown out. Soundwave couldn’t help but smile at his lover’s ire.

Soundwave rubbed the plinking metal of Knock Out’s back and spun his tires soothingly. “I was just trying to impress you. You were being far too good for me.”

“Did Magnus kill your mood.”

“Not even close.”

“Good. Those idiots can wait we’ll just have to be quick.” Knock Out shakily pushed himself to his elbows and placed a firm kiss on Soundwave’s midriff. “Just scootch up.”

“You don’t have to Knock Out I teased you for too long you’re probably already exhausted and you have to go deal with them.”

“After you treated me to such a good time? I wouldn’t dream of it. Come on now you must be close.” With the medic’s voice so deep and wanting who was Soundwave to refuse. It didn’t take much. Knock Out licked at thigh seams, bit at panels, and planted quick kisses up Soundwave’s spike before striking the head with his warm glossia. As Knock Out pressed his hot thrumming node to the wet slit Soundwave’s body seized; his transfluid splattered all over Knock Out’s face. The medic wrapped his lips around the head of Soundwave’s plug and sucked on it a few times just to tease; the sharp warm taste of the older mech's transfluid making Knock Out’s glossia tingle. “Well that might have been a little too quick. It’s all right you can frag my mouth properly next time.” With his joints still locked and his fans blaring there wasn’t much Soundwave could do as Knock Out placed a quick kiss on his lips before leaving for the washroom.

Ever the field medic Knock Out exited the washrack clean and composed a few minutes later; the only sign of their romp left was the medics ragged talons, blown out vocalizer, and a few smears of purple paint on his chassis. Knock Out quickly toweled off and engaged his surgical mask. As he headed towards the door he called out to Soundwave his voice still managing to sound lively despite how tired Soundwave knew he probably was. “ You’re more than welcome to stay and if you’re still up by the time I get back we can cuddle a bit if you would like.” Somehow even after all of that the Doctor still managed to sound so innocent as he said the words. He left and despite the medic’s promise Soundwave’s spark dimmed as the sound of Knock Out’s peds faded away.

Venting slowly to calm his lonely spark Soundwave scanned the room for Laserbeak. The spy bird had flown off to a different perch as soon as Knock Out kissed him but Soundwave had been a little too preoccupied to see where she had flown off to. He hoped that she had grown bored and slipped into recharge but nestled on top of Knock Out’s bookshelf he spotted her gleaming purple vision band. “Laserbeak?”

“Master?”

“Have you been online this entire time?”

“Yes~” The bird chirped a quick victory tune for her master.

“Were you watching us the entire time?”

“Yes~”

“Delete your footage please.”

“No!”

“Laserbeak!”

**Notes for the Chapter:**

> Hope you liked this chapter. This will probably be it because I don't think I can really get more out of it without it becoming a little to close EITW just sans Knock Out becoming Prime and all that, but if you guys have any suggestions I love this pair. The only thing I have planned that will be soundwave/knock Out is a oneshot that deviates off of Human factor probably going to title it something stupid like the Doctor is Out if it goes through. If it ends up being too short for me to make it it's own story it will go in my Bremma takes requests story under the same title. It's only going to be a one shot because if I continued it it would end up a lot like Anything Can Happen. Anyway rambling. Suggestions is what I'm saying. I like requests.

**Author's Note:**

> Laserbeak's the only pet who doesn't try to get in your way when you're trying to masturbate. Also once again there is a very strong maybe of this story getting a second chapter. Have you guys noticed I have a love of the beauty is the beast trope.


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